Curaleaf files 8-K responding to Aurora Cannabis in merger dispute

What happened

Curaleaf Holdings, Inc. (CURLF) filed a Form 8-K with the SEC on September 2, 2026, disclosing that it issued a press release responding to Aurora Cannabis' latest press release. The press release is attached as Exhibit 99.1 to the filing.

The filing is marked as a written communication under Rule 425 of the Securities Act, which is used when a company is involved in a merger or acquisition and needs to make public statements about the transaction.

On the same day, Curaleaf's stock fell 5.3% to close at $9.47, on volume of 532,000 shares, more than double its average volume of about 191,550 shares.

Context

Curaleaf is a cannabis company incorporated in British Columbia with operations in the U.S. It is one of the largest multi-state cannabis operators in the country.

The filing references a dispute or exchange with Aurora Cannabis, another major cannabis producer. The exact content of Curaleaf's response is not included in the provided text, and the filing does not explain the nature of the disagreement or the underlying merger.

The item under which the filing was made, Item 8.01 (Other Events), is used for disclosures that are important but not covered by other specific items. The company did not report any financial results or operational changes in this filing.

What this means

A Form 425 is a communication filed under SEC rules that allows companies involved in a merger to make public statements, such as press releases, while also ensuring those statements are part of the official record. This form is often used to rebut or clarify statements made by the other party in a transaction.

Form 8-K is a 'current report' that companies must file to announce major events that shareholders should know about. Item 8.01 is a catch-all for events that are not otherwise specified, and the filing explicitly notes that the information is 'furnished' rather than 'filed,' meaning it does not carry the same legal liability as other SEC filings.

The press release itself is not included in the text you provided, so the specific arguments or claims made by Curaleaf in response to Aurora are not known from this document. What is clear is that the two companies are in active communication, likely regarding a potential merger, and this filing is part of that process.

For a reader tracking this story, the next steps would be to review the actual press release Exhibit 99.1 to learn the details of Curaleaf's response, and to watch for further filings or announcements from either company about the transaction.